Dave Prices $175M 0% Convertible Notes, Upsized by $25M, Plans $70.5M Buyback
Dave Inc. priced $175 million of 0% convertible senior notes due 2031, upsized by $25 million and offering initial conversion at $279.13 per share (32.5% premium). The company will use $70.5 million to repurchase 334,000 shares, $15.1 million for capped calls and allocate remaining net proceeds to general corporate purposes.
1. Convertible Note Offering
Dave Inc. offered $175 million principal of 0% convertible senior notes due April 1, 2031, upsizing the deal by $25 million through a 13-day purchaser option. The notes convert at 3.5825 shares per $1,000 principal (≈$279.13 per share, a 32.5% premium) and rank as senior unsecured obligations.
2. Use of Net Proceeds
Net proceeds are estimated at $168.0 million, or $192.1 million if the full $25 million option is exercised. The company will allocate $70.5 million to repurchase 334,000 common shares, approximately $15.1 million to cover capped call transaction costs, and the remainder for general corporate purposes, including further buybacks.
3. Capped Call Transactions
Dave entered into capped call transactions covering the underlying shares of the convertible notes, with an initial cap price of $421.34 per share (100% premium). These transactions are designed to reduce dilution upon conversion or offset any excess cash settlement, with adjustments triggered by corporate events or exercise of the note option.